Fine Foods & Pharmaceuticals N.t.m. Spa MIL:FF
Fine Foods & Pharmaceuticals N T M S p A : Half-year Financial Report as of 30 June 2025
Source: MarketScreener
Registered office: VIA BERLINO 39 VERDELLINO (BG) Registered in the BERGAMO Companies Register
Tax code and company reference number: 09320600969 Registered in the BERGAMO REA no. 454184 Subscribed share capital € 22,770,445.02 Fully paid up VAT number: 09320600969
Half-year Financial Report as of 30 June 2025
05 August 2025 Board of Directors
Table of contents
Corporate positions | page | 3 |
Half-year Report on Operations | " | 5 |
30 June 2025 condensed consolidated interim Financial Statements | " | 32 |
Manager certification | " | 63 |
Auditing company Report | " | 64 |
Chairman and CEO
Marco Francesco Eigenmann
Managing Director Pietro Oriani Directors
Ada Imperadore Adriano Pala Ciurlo Deborah Maria Venturini Elena Sacco
Giovanni Eigenmann Marco Costaguta Paolo Ferrario Susanna Pedretti
Board of Statutory AuditorsChairperson Croci Guido Statutory Auditors Massimo Petrelli Ottavia Alfano
Auditing CompanyEY S.p.A.
Manager responsible for preparing the Company's Financial ReportsPietro Bassani
Appointed by the Board of Directors on 21 April 2021 under Article 27-bis of the Articles of Association.
CommitteesControl and Risk Committee
Ada Imperadore Elena Sacco Susanna Pedretti
Remuneration Committee
Ada Imperadore Susanna Pedretti
Related Party Committee
Ada Imperadore Elena Sacco Susanna Pedretti
Environmental, Social and Governance (ESG) Committee
Ada Imperadore Deborah Maria Venturini Pietro Oriani
Supervisory BodyCristiana Renna Paolo Villa Susanna Pedretti
Half-year Report on OperationsReport on Operations: Summary
Introduction 7
Information on the Group companies 7
Market development 12
Significant events 14
General economic performance 14
Management Performance 14
Business outlook 15
Balance sheet and financial position 17
Financial situation 19
Income Statement 19
Alternative Performance Indicators 21
Main risks and uncertainties for the Group 22
Key non-financial indicators 27
Environmental information 27
Work Risk Assessment Document 28
Personnel Management Information 28
Research and development 29
Relationships with subsidiary, associated, parent companies and companies controlled by the parent companies 29
Related Party Relationships 29
Treasury shares buyback programme 30
Parent Company shares/quotas 30
Use of financial instruments significant to the assessment of the balance sheet, financial position and net result for the year
. 30
Events following the end of the period 30
Directors' Report
Introduction
The 30 June 2025 condensed consolidated interim Financial Statements have been prepared under the International Accounting Standards - IAS and International Financial Reporting Standards - IFRS issued by the International Accounting Standards Board (IASB) and the interpretations of the IFRS Interpretations Committee (IFRSIC) and the Standing Interpretations Committee (SIC), recognised in the European Union under (EC) Regulation no. 1606/2002 and in force at the end of the period. All of the above standards and interpretations are referred to as "IAS/IFRS".
The 30 June 2025 condensed consolidated interim Financial Statements have been prepared under IAS 34 Interim Financial Reporting. The scope of consolidation as of 30 June 2025 includes the Parent Company Fine Foods & Pharmaceuticals N.T.M. S.p.A., and the subsidiary Fine Cosmetics S.p.A. (formerly Euro Cosmetic S.p.A.), of which Fine Foods holds 100% of the capital.
On 14 July 2025, the Company announced that Euro Cosmetic S.p.A. had formally changed its registered name to Fine Cosmetics S.p.A.. For further details, please refer to the Events following the end of the financial year section.
Information on the Group companies
Fine Foods & Pharmaceuticals N.T.M. S.p.A. (hereafter referred to as "Fine Foods" and/or the "Parent Company" and/or "Holding Company"), registered and domiciled in Bergamo, is a joint-stock company, with its registered office in Via Berlino 39, Verdellino -Zingonia (BG). The Company, listed on the Euronext STAR Milan segment of Borsa Italiana's Euronext Milan Market, is an Italian independent Contract Services Development & Manufacturing Organization (CSDMO), specialising in the contract development and manufacturing of products for the nutraceutical, pharmaceutical, and cosmetics industries, with a customer-centric, service-oriented philosophy.
Founded in 1984, Fine Foods proved to be a reliable and capable strategic partner for customers in the reference sectors. The company's organisation can provide successful design process and solid, long-term partnerships. The continuous search for excellence is part of the company's business model and includes research and development, innovation, process reliability, product quality, ESG, and sustainable management of the Group's supply chain.
Fine Foods is a benefit corporation which relies on certifications and ratings under international standards. These guarantee its sustainability commitment across the business.
Fine Foods develops and manufactures drugs, food supplements and other nutraceutical products and medical devices for pharmaceutical and nutraceutical companies. These products are in the form of powders, soluble, effervescent and chewable granules, filmed and effervescent tablets and hard gelatine capsules, and in various types of packaging: sachets, sticks, pillboxes, jars, blisters, tubes and strips. The fact Fine Foods operates in the pharmaceutical and nutraceutical sectors allows it to benefit from commercial synergies, knowledge and technologies developed in both markets.
The pharmaceutical production is carried out at the Company's 26,100 sqm Brembate plant. In the 2016-2020 period, €19 million
worth of investments were made to expand this plant, increasing
the total walkable covered area to 14,200 sqm. During the 2023 financial year, work began on further expanding the site, which included constructing a new building of around 11,000 sqm for the production of solid oral pharmaceutical forms. The Brembate pharmaceutical
plant has the authorisation to produce pharmaceuticals and European GMP certification, both issued by the Italian Medicines Agency (AIFA, Agenzia Italiana del Farmaco), and occupational and environmental safety approval.
The following images show the current Brembate plant.
The following image shows the plant under construction, adjacent to the current pharmaceutical workshop (updated July 2025).
The production of nutraceutical products is carried out at the Company's 45,600 sqm plant in Zingonia, Verdellino. In the 2016-2019 period, €19.7 million worth of investments were made to expand this plant. This expansion was completed in 2019. The Zingonia -Verdellino plant produces nutraceutical products under HACCP (Hazard Analysis and Critical Control Points) regulations and GMP (Good Manufacturing Practices) applicable to food supplements. The Company has obtained authorisation from the Italian Ministry of Health and is constantly monitored by the Local Health Authority (ATS). It holds appropriate certifications for environmental, food and worker safety and to produce medical devices. It successfully passed an inspection by the US Food Drug Administration in 2017. The Zingonia - Verdellino plant has a Company owned total covered surface area of 28,800 sqm, including a recent expansion of 12,900 sqm of covered surface area resulting in an 80 per cent increase on the pre-existing surface area.
The images below show the Zingonia plant from above.
Fine Foods N.T.M. S.p.A. holds the following certifications:
UNI EN ISO 9001: standard defining quality management system requirements. Scope: research, development and production of food supplements, food for special groups, pharmaceuticals for third parties.
UNI EN ISO 14001: standard defining environmental protection management system requirements. Scope: contract research, development and production of food supplements, food for special groups, pharmaceuticals through the following processes: reception and storage of raw materials and packaging materials, grinding, mixing, granulation, screening, compressing, dedusting, filming, capsuling; packaging in bags, blisters, bottles, jars and tubes; storage and shipment of finished products.
ISO 45001: standard defining Occupational Health and Safety Management System requirements. Scope: research, development and production of food supplements, food for special groups, pharmaceuticals for third parties through the following processes: reception and storage of raw materials and packaging materials, grinding, mixing, granulation, screening, compressing, dedusting, filming, capsuling; packaging in bags, blisters, bottles, jars and tubes; storage and shipment of finished products.
SMETA (Sedex Member Ethical Trade Audit): an audit and reporting methodology created by Sedex (one of the world's leading business ethics organisations providing an online platform used by over 60,000 members in more than 180 countries to help companies operate responsibly and sustainably, protect their workers and ensure an ethical supply chain) using a best practice model in ethic business audit techniques. The aim is to provide a central and standardised verification protocol for organisations interested in demonstrating a commitment to social issues and ethical and environmental standards in their supply chain. The Company uses a SMETA audit as a tool to enhance the practices adopted in its ethical and responsible business. SMETA bases its assessment criteria on the ETI (Ethical Trade Initiative) code, integrating it with applicable national and local laws and comprises four modules: health and safety, labour standards, environment and business ethics.
Verdellino-Zingonia plant:
UNI EN ISO 13485: standard defining the regulatory requirements of a quality management system to produce medical devices. Scope: contract designing and manufacturing of invasive medical devices concerning body orifices for gastrointestinal and oral use.
FSSC 22000: is a certification scheme based on the ISO 22000 standard, which defines a food safety management system, integrated with the ISO/TS 22002-1 technical standard and FSSC 22000 additional requirements. Scope: contract manufacturing (dry mixing, fluid-bed granulation, compressing, film coating, encapsulation, mixing of water-based liquids), and packaging. This applies to food supplements and foods for special diets in the form of powders, granules, tablets, capsules, and liquids, packaged in plastic and polylaminate materials.
Please note that Fine Foods N.T.M. S.p.A. adopts an Organisation, Management and Control System under Legislative Decree 231/2001 "regulating the administrative responsibility of legal persons, companies and associations, including those without legal status", which introduced into the Italian regulatory system the concept of administrative liability for legal persons resulting from the commission of a criminal offence. Supervising the operation and compliance with the rules and principles in this system is entrusted to a Supervisory Body with independent initiative and control powers. In 2021 it became necessary to update the system following the new tax offences referred to in Article 25 quinquiesdecies and smuggling referred to in Article 25 sexiesdecies in Legislative Decree no. 231/2001. This updating included risk control for the offences referred to in the previous articles and a risk assessment review. On 14 November 2024, Fine Foods Board of Directors approved the revision of the Organisation, Management and Control System (OMC) to meet the new regulatory additions in the list of predicate offences of Legislative Decree 231/2001, to strengthen the Company's compliance system. Under Legislative Decree no. 24/2023, in July 2023, Fine Foods N.T.M. S.p.A. committed to respecting and
guaranteeing the anonymity of those who report violations or offences identified within the company by managing the above reports using an external channel: The Teseo Whistleblowing ERM Platform.
The subsidiary Fine Cosmetics S.p.A. is a CSDMO specialising in research and development, production and sales of cosmetics. Since October 2021, Fine Cosmetics has been part of Fine Foods & Pharmaceuticals N.T.M. S.p.A. Group, driving growth and innovation while ensuring increased production capacity, enhanced cross-functional expertise, and a broader range of solutions.
The facility's surface area, along with its mixing plants, packaging lines, and laboratories, has expanded, reaching its current configuration: a modern plant spanning approximately 20,000 sqm. The Customer portfolio consists of prestigious cosmetics and pharmaceutical companies, operating in the GD (large-scale retail), GDO (organised large-scale retail) and Discount sectors and specialised channels such as national and international pharmacies and single- and multi-brand perfumeries. Fine Cosmetics develops and manufactures contract cosmetic products, including:
ORAL HYGIENE: paste and gel toothpastes, with microencapsulated, mono- and bi-phasic active ingredients, alcoholic and non-alcoholic mouthwashes, and breath-freshening products.
SKIN CARE: w/o, o/w emulsions, microemulsions, and gels.
DEODORANTS: solid sticks, roll-ons, sprays, with or without antiperspirant, with or without alcohol, with "on-demand" active ingredients.
BODY CLEANSING: bath foams, shower gels, intimate cleansers, liquid soaps.
HAIR CARE: shampoos, conditioners, modelling waxes, gels.
PERFUMERY: perfumed body waters, eau de parfum, after-shave.
The Quality Management System within Fine Cosmetics certifies:
compliance with GMPc requirements (UNI EN ISO 22716);
compliance with UNI EN ISO 9001 requirements;
compliance with IFS - HCP requirements;
compliance with COSMOS Natural & Organic requirements;
compliance with ECO BIO COSMESI requirements;
RSPO SCCS (Roundtable on Sustainable Palm Oil - Supply Chain Certification Standard). Compliance with HALAL requirements
The following image shows some of the Group's products (Nutra, Pharma and Cosmetics Business Units):
Fine Foods Group does not have trademarks or hold any product patent rights. These remain the customer's property. The Group has relationships with more than 130 highly loyal customers, including major Italian and multinational pharmaceutical, nutraceutical and cosmetics companies including Alfasigma, Alkaloid, Angelini, Aurobindo, Bolton, Chiesi, Colgate, Cura Cosmetics Group, Davines, DOC, Dompè, Dr Max, EG-Stada, Equilibra, Farmaceutici Dott. Ciccarelli, GFL, Giuliani, Gynov, Herbalife, IBSA, Krka, Menarini, Mirato, Orifarm Generics, Orion, Paglieri, PepsiCo, Perrigo, Pharmanutra, PXG Pharma, Recordati, Sandoz, Sanofi, Swiss Fragrances, Teva, UGA, Uriach, Vemedia, Viatris, Zentiva, and Zeta Farmaceutici.
Market development
Fine Foods is one of the players in the European nutraceutical market and is focused on contract manufacturing of food supplements. The nutraceutical market is the Group's primary target market, and where 55.5% revenue from customer contracts was recorded as of 30 June 2025. Within this market, the Group's target segment is the dietary supplements segment in Europe. The segment's expected value is estimated to grow from €19.3 billion in 2024 to €23.6 billion in 2028, with a CAGR '24-'28 of 5.2%. As of 30 June 2025, revenue from customer contracts generated by the Group's Nutra Business Unit was €71.4 million, slightly down from €72.1 as of 30 June 2025.
The Pharmaceutical market is the Group's second reference market, where 32.3% of revenue from customer contracts was recorded in H1 2025. As of 30 June 2025, the Company recorded revenue of €41.6 in the Pharma Business Unit, with an increase from €37.1 at the end of the same period in 2024 (+12.1%).
Forecasts for European pharmaceutical production show growth from €682.8 billion in 2024 to €815.0 billion in 2028, reflecting a CAGR '24-'28 of 4.5% over the period. The pharmaceutical market was stable with customers loyal to their suppliers. Expected growth can be seen in the development of CDMOs that produce medicines for pharmaceutical companies (i.e. Fine Foods). The expected demand for pharmaceutical products is steadily growing due to the increase in the average age of the world's population and the rise in health standards adopted, especially in developed countries.
The Group's third reference market is where the subsidiary Fine Cosmetics operates, where 12.2% of revenues from contracts with
customers in H1 2025 were recorded, amounting to €15.7 million.
These figures aggregate the values of the following categories: "Cosmetics" refers to the aggregation of Euromonitor's "Bath and Shower", "Deodorants", "Hair Care" and "Skin Care" categories. "Biocides" refers to the aggregation of the Euromonitor's "Oral Care", "Dermatologicals", "Surface Care" and "Adult Mouth Care" categories.
The diagram below shows the European trend and forecast for this market, in terms of value. A CAGR '24-'28 of 5.3% was recorded for the relevant period.
Sources: Euromonitor International, Industrial, Pharmaceuticals, 2024 Edition Production MSP, EUR Fixed Ex Rates, Current Prices. Consumer Health, 2025 Edition, Retail Value RSP, EUR Fixed Ex Rates, Current Prices. Cosmetics as per aggregation of Euromonitor's Bath and Shower, Deodorants, Hair Care, Skin Care, Fragrances and Sun Care; Biocides as per aggregation of Euromonitor's Oral Care, Dermatologicals, Adult Mouth Care, 2024 Edition, Retail Value RSP, EUR Fixed Ex Rates, Current Prices.
The above analysis showed that Fine Foods is outperforming the market and its competitors. The reference markets showed high and steady growth and resilience during recessions. Despite this, Fine Foods has significantly outperformed its reference end markets over the past decade, with sales in 2024 at 2.6 times the level achieved in 2014.
Sources: Euromonitor International, Industrial, Pharmaceuticals, 2024 Edition Production MSP, EUR Fixed Ex Rates, Current Prices. Consumer Health, 2025 Edition, Retail Value RSP, EUR Fixed Ex Rates, Current Prices. Cosmetics as per aggregation of Euromonitor's Bath and Shower, Deodorants, Hair Care, Skin Care, Fragrances and Sun Care; Biocides as per aggregation of Euromonitor's Oral Care, Dermatologicals, Adult Mouth Care, 2024 Edition, Retail Value RSP, EUR Fixed Ex Rates, Current Prices.
Significant events
On 19 May 2025, the Group unveiled its new logo, which reflects Fine Foods' distinctive positioning across its three core market sectors
- nutraceuticals, pharmaceuticals and cosmetics. It reinforces the synergies among its Business Units while encapsulating the company's forward-looking vision. The name Fine Foods, accompanied by the payoff "Health & Beauty CSDMO", clearly defines the Group's market focus (Health & Beauty). The inclusion of S for Services highlights its unique role within the CDMO sector, positioning the Group as a Contract Services Development & Manufacturing Organisation (CSDMO), which redefines the traditional CDMO model by providing end-to-end support throughout the product life cycle.
On 19 June 2025, Intesa Sanpaolo and Fine Foods & Pharmaceuticals N.T.M. S.p.A. announced the completion of a €30 million loan to support the expansion of the pharmaceutical production facility in Brembate (Bergamo), which started at the end of 2023. This financing complements the resources already available to Fine Foods to support the strong growth of its Pharma Business Unit.
General economic performance
During the first half of 2025, the global economic environment remained complex, and was characterised by ongoing macroeconomic and geopolitical uncertainties. While some central banks initiated a cautious loosening of monetary policy, inflation continued to exceed target levels across several advanced economies, weighing on consumer sentiment and investment momentum.
According to estimates by the International Monetary Fund, global growth for 2025 is projected to remain stable at approximately 3.2%, consistent with 2024 levels. In the United States, economic performance has remained relatively robust, with growth forecast at 2.4%, underpinned by moderating inflation and a gradual recovery in consumer spending. Conversely, the Eurozone has continued to experience slow growth (+0.9%), impacted by subdued domestic demand and persistently tight financial conditions.
Among emerging markets, performance has been mixed. In China, government stimulus measures have supported economic activity despite structural weaknesses in the real estate sector and continued low consumer confidence. China's GDP is expected to grow by around 4.5% in 2025. India remains one of the principal contributors to global economic expansion, with growth exceeding 6%, supported by strong macroeconomic fundamentals, resilient consumption, and increased public investment.
Against this backdrop, the Italian economy has demonstrated moderate resilience, with GDP growth forecast at approximately 0.8% for 2025, broadly in line with the wider EU average. Growth is primarily being driven by exports and the ongoing implementation of initiatives under the National Recovery and Resilience Plan (PNRR). However, weak domestic demand, declining industrial output, and elevated interest rates continue to pose challenges.
Management Performance | |||
Economic indicators for the year (In thousands of Euro) | 30/06/2025 | 30/06/2024 | |
Revenue | 128,730 | 122,834 | |
EBITDA | 20,299 | 16,009 | |
EBIT | 12,503 | 8,279 | |
Net profit (loss) for the period | 8,755 | 4,469 | |
As outlined in the table above, the Group recorded a positive performance across all key indicators during the first half of 2025, when compared with the same period in 2024.
Revenue increased by 4.8%, from €122.8 million as of 30 June 2024 to €128.7 million as at 30 June 2025.
EBITDA grew by 27% from €16 million as of 30 June 2024 to €20.3 million as of 30 June 2025. EBITDA Margin was 15.8% from 13%
in H1 2024.
EBIT was €12.5 million up 51% compared to 30 June 2024.
The Group closed the period with a net profit of approximately €8.8 million (€4.5 million as of 30 June 2024).
Fine Foods economic performance
Parent Company Fine Foods' revenue as of 30 June 2025 was €113.1 million, compared to €109.3 million in the first half of 2024, and recorded an increase of 3.4%.
The Pharma Business Unit continued its growth, bringing turnover to €41.6 million with an increase of 12.1% in the first half of 2025, while the Nutra Business Unit, whose revenue in the first half of 2025 was €71.4 million compared to €72.2 million in the same period of the previous year, closed with a result of substantial break-even.
The Holding Company's EBITDA grew by more than 15% and was €19 million (€16.5 million in H1 2024). The Group's enhanced profitability reflects the ongoing efficiency programmes which have contributed to improving operating efficiency and reinforcing its competitive position.
EBITDA Margin as of 30 June 2025 was 16.8%, up from 15.1% in H1 2024.
The Parent Company closed with a net profit of €9.2 million as of 30 June 2025.
Fine Cosmetics financial performance
Fine Cosmetics' revenue for H1 2025 was €15.7 million, showing an excellent growth trend of 15.7% compared to €13.5 million as of 30 June 2024. The Company's EBITDA of €1.3 million and positive EBIT for the period were the result of the BU reorganisation process and the actions taken to strengthen the organisational and commercial structure.
Business outlook
In its July 2025 update of the "World Economic Outlook", the International Monetary Fund (IMF) confirmed a global growth forecast for the current year of 3.2%, in line with the estimate made at the beginning of the year. Although inflationary pressures are gradually easing in some advanced economies, the trajectory of disinflation remains uncertain and monetary policy remains cautious. Against this backdrop, interest rates are likely to remain high for longer than initially expected, possibly affecting demand and access to credit by businesses.
For the Euro area, the IMF forecasts moderate growth (+0.9%), mainly supported by the services sector, which held up well in the first months of the year. However, signs of weakness in the manufacturing industry persist, accompanied by a slowdown in private investment. Uncertainty related to geopolitical tensions and international balances continues to be a potential risk factor for global economic and trade stability.
The Group operates in market sectors expected to grow in Europe and globally in the coming years, although the nutraceutical segment dedicated to weight management is undergoing repositioning. The strong trend of major industry players outsourcing nutraceutical, pharmaceutical, and cosmetics production to subcontractors was confirmed. Fine Foods & Pharmaceuticals N.T.M. S.p.A. aims to strengthen its competitive position by expanding its market share across its three core business units-Nutra, Pharma, and Cosmetics-enhancing their synergies. The Group's approach will be increasingly customer-oriented, with an evolved and integrated service model that provides long-term strategic support and distinctive and unrivalled expertise along the entire value chain in the Health & Beauty sectors. The Group keeps monitoring opportunities for external growth to enhance diversification in pharmaceutical forms and packing solutions.
The Nutra BU will continue its growth by focusing on quality, innovation and development of high value-added services to support customers. The planned production capacity expansion, initiated in 2024 with the purchase of land, was confirmed, with initial investments scheduled for 2025 to extend the production facility. The Nutra BU remains committed to delivering innovative services that enhance customer competitiveness, while pursuing diversification across its customer base and product range.
In 2025, the fast-growing and accelerating Pharma BU will continue to focus on managing the anticipated strong growth from significant multi-year agreements signed with key international customers. The expansion of the production facility, launched in late 2023, has been nearly completed. The AIFA inspection of the plant was carried out. The Group confirms that revenue generation will start in 2026.
Following a phase of integration, reorganisation, and optimisation, supported by targeted investments and the strengthening of management with sector experience, the Cosmetics BU is beginning to show positive signs. Renaming Euro Cosmetic to Fine Cosmetics preserves the company's historical value, while accelerating the Cosmetics BU's strategic evolution, supporting innovation and fostering strategic partnerships in the international Beauty and Personal Care industry. A gradual improvement in revenue and profit margins is expected in 2025, contributing positively to the Group's overall performance.
While acknowledging that the Group's turnover growth may not follow a strictly linear pattern from quarter to quarter due to the nature of the business, the strong order backlog for the current year and existing multi-year agreements support the expectation of sustained profit growth, backed by an increasingly strong and reliable organisational structure.
The Group, which obtained its EcoVadis Platinum rating for the third consecutive year in 2024, will continue its commitment to sustainability, strengthening its role as a reference partner for its customers, and provide solutions that are increasingly aligned with the growing ESG market expectations.
Fine Foods & Pharmaceuticals N.T.M. S.p.A. Share Trend
As of 30 June 2025, the Fine Foods & Pharmaceuticals N.T.M. S.p.A. share was listed at €8.10 per share, with an increase of 8 percentage points than the listing as of 30 December 2024 (€7.50 per share).
Market capitalisation as of 30 June 2025 was €207 million.
The diagram below shows the Fine Foods share performance compared with the leading stock market indices as of 30 June 2025:
The table below shows the main share and stock market data as of 30 June 2025. | |
Share and stock market data | as of 30 June 2025 |
First listing price (02/01/2025) | 7.50 |
Maximum listing price | 8.10 |
Minimum listing price | 6.52 |
Last listing price (30/06/2025) | 8.10 |
No. of listed outstanding shares | 22,060,125 |
No. of unlisted outstanding shares | 3,500,000 |
Total capitalisation | €207 million |
Balance sheet and financial position
The diagram below shows the net financial debt under Consob recommendation of 21 April 2021 and ESMA32-382-1138 guidelines.
Thousands of Euro | 30 June 2025 | 31 December 2024 |
A. Liquid assets | 21,903 | 19,210 |
B. Cash or cash equivalents | - | - |
C. Other current financial assets | - | - |
D. Liquidity (A) + (B) + (C) | 21,903 | 19,210 |
E. Current financial receivables | - | - |
E. Current financial debt (including debt instruments, but excluding the current portion of non-current financial debt) | 2,329 | 7,660 |
F. Current portion of non-current financial debt | 10,947 | 11,033 |
G. Current financial debt (E + F) | 13,276 | 18,693 |
- guaranteed | ||
- secured by collateral | 1,926 | 1,921 |
- not guaranteed | 11,350 | 16,772 |
H. Net current financial debt (G - D) | (8,627) | (518) |
I. Non-current financial debt (excluding current portion and debt instruments) | 60,253 | 35,835 |
J. Debt instruments | - | - |
K. Trade payables and other non-current payables | - | - |
L. Non-current financial debt (I + J + K) | 60,253 | 35,835 |
- guaranteed | - | - |
- secured by collateral | 4,530 | 5,495 |
- not guaranteed | 55,722 | 30,341 |
M. Total Financial Debt (H + L) | 51,625 | 35,318 |
For a better understanding of the Group's balance sheet and financial position, a reclassified Balance Sheet is provided below.
Working capital | 30 June 2025 | 31 December 2024 |
Inventories | 41,001,171 | 31,908,612 |
Trade receivables | 44,953,749 | 37,536,476 |
Other current assets | 6,536,807 | 7,776,302 |
Trade payables | (38,507,203) | (36,555,144) |
Other current liabilities | (16,607,137) | (15,420,659) |
Provisions for risks and charges / deferred taxes | (2,269,852) | (1,884,042) |
Total working capital (A) | 35,107,535 | 23,361,545 |
Fixed assets Tangible fixed assets | 137,978,389 | 126,139,938 |
Intangible assets and rights of use | 16,091,068 | 15,970,398 |
Other receivables and non-current assets | 1,802,716 | 4,049,200 |
Employee severance indemnities and other provisions | (2,191,583) | (2,143,626) |
Total fixed assets (B) | 153,680,590 | 144,015,911 |
Net Invested Capital (A) + (B) | 188,788,124 | 167,377,456 |
Sources Shareholders' equity | 137,162,650 | 132,059,779 |
Net financial debt | 51,625,474 | 35,317,677 |
Total Sources | 188,788,124 | 167,377,456 |
Net invested capital as of 30 June 2025 was €188.8 million (€167.4 million as of 31 December 2024) and was covered by:
Shareholders' equity of €137.2 million (€132.1 million as of 31 December 2024);
Group's Net Financial Position was €51.6 million as of 30 June 2025, up from €35.3 million as of 31 December 2024. Operations generated a positive cash flow of €9.5 million before capital expenditure. This was offset by net investments (€19.8 million) made in the period, dividend payments (€3.4 million), the buyback of treasury shares (€0.2 million), payment of financial expenses (€1.2 million) and other outlays, including taxes, totalling €1.1 million.
Working capital as of 30 June 2025 was €35.1 million compared to €23.4 million at the end of the previous financial year. Trade Net Working Capital of €47.4 million shows an increase of €14.6 million compared to the balance as of 31 December 2024, largely generated by the increase in Trade Receivables; the latter increase mainly due to the different monthly distribution of turnover within Q2 2025 compared to Q4 2024.
Tangible Fixed Assets increased by approximately €11.8 million in H1 2025, due to net investments of about €19 million and depreciation for the period of €7.2 million.
Intangible Fixed Assets and Rights of Use increased by approximately € 0.1 million compared to 31 December 2024, due to net investments of € 0.8 million and amortisation for the period of € 0.7 million.
Financial indicators
A factor of 180 days was used for DSO, DPO and DIO indices calculation for the first half of 2025.
Indicator | 30 June 2025 | 31 December 2024 | Calculation Method |
Capital structure margin | (16,906,807) | (10,050,557) | Shareholders' equity - Property, plant and machinery -Other intangible assets - Rights of use |
Asset ratio | 0.89 | 0.9 | Shareholders' equity/(Property, plant and machinery + Other intangible assets + Rights of use) |
Liquidity margin | 5,003,409 | (6,145,412) | Total current assets - Inventories - Total current liabilities |
Current ratio | 1.07 | 0.9 | (Total current assets - Inventories)/Total current liabilities |
Net Working Capital/Turnover | 19.0% | 13.5% | (Trade receivables + Inventories - Trade payables) / Turnover LTM |
Cash Conversion Ratio | (47.6%) | 48.5% | Operating cash flow / Adjusted EBITDA |
Leverage | 1.3 | 1.1 | Net Financial Position / Adjusted EBITDA LTM |
DSO | 63 | 56 | (Trade receivables/Sales revenue)*365 |
DPO | 100 | 95 | (Trade payables/Raw material purchase cost)*365 |
DIO | 106 | 83 | (Inventories/Raw material purchase cost)*365 |
Financial situation
To better understand the Group's operating results, a reclassification of the Income Statement is provided below
Income Statement
Item | 30 June 2025 | % | 30 June 2024 | % | Absolute change | % Changes |
Revenue from contracts with customers | 128,730,041 | 100% | 122,834,210 | 100% | 5,895,830 | 4.8% |
Costs for consumption of raw materials, change in inventories of finished goods and work in | (69,490,382) | (54.0%) | (70,879,223) | (57.7%) | 1,388,842 | (2.0%) |
progress. | ||||||
INDUSTRIAL ADDED VALUE | 59,239,659 | 46.0% | 51,954,987 | 42.3% | 7,284,672 | 14.0% |
Other revenue and income | 628,698 | 0.5% | 506,810 | 0.4% | 121,888 | 24.1% |
Costs for services | (12,387,434) | (9.6%) | (11,796,596) | (9.6%) | (590,838) | 5.0% |
Personnel costs | (26,723,670) | (20.8%) | (23,519,142) | (19.1%) | (3,204,528) | 13.6% |
Other operating costs | (458,629) | (0.4%) | (1,136,950) | (0.9%) | 678,321 | (59.7%) |
EBITDA | 20,298,624 | 15.8% | 16,009,108 | 13.0% | 4,289,516 | 26.8% |
ADJUSTED EBITDA | 21,597,692 | 16.8% | 16,009,108 | 13.0% | 5,588,584 | 34.9% |
Amortisation, depreciation, and impairment (7,795,164) | (6.1%) | (7,729,713) | (6.3%) | (65,451) | 0.8% | |
EBIT | 12,503,460 | 9.7% | 8,279,396 | 6.7% | 4,224,064 | 51.0% |
ADJUSTED EBIT | 13,802,528 | 10.7% | 8,279,396 | 6.7% | 5,523,132 | 66.7% |
Financial income | 155,677 | 0.1% | 9,212 | 0% | 146,465 | 1590.0% |
Financial charges | (1,343,331) | (1.0%) | (1,921,064) | (1.6%) | 577,733 | (30.1%) |
Changes in fair value of financial assets and liabilities | - | 0% | (12,881) | (0.0%) | 12,881 | (100%) |
INCOME BEFORE TAXES | 11,315,806 | 8.8% | 6,354,663 | 5.2% | 4,961,144 | 78.1% |
ADJUSTED INCOME BEFORE TAXES | 12,614,874 | 9.8% | 6,354,663 | 5.2% | 6,260,211 | 98.5% |
Income taxes | 2,560,614 | 2.0% | 1,885,375 | 1.5% | 675,239 | 35.8% |
Net profit (loss) for the financial year | 8,755,192 | 6.8% | 4,469,288 | 3.6% | 4,285,904 | 95.9% |
ADJUSTED net profit (loss) | 9,693,803 | 7.5% | 4,469,288 | 3.6% | 5,224,515 | 116.9% |
losses
The table below shows the reconciliation of Industrial Added Value, EBITDA, EBIT, Income before taxes, and net Profit (Loss) for the period, and the Adjusted related values.
Industrial Added Value was determined using the following income statement classification:
Revenue from contracts with customers
Costs for consumption of raw materials, change in inventories of finished goods and work in progress
Industrial Added Value
30 June 2025 30 June 2024
128,730,041 122,834,210
(69,490,382)
(70,879,223)
59,239,659
51,954,987
The diagram below shows the definition of the subtotals for the other income statement items.
30 June 2025 | 30 June 2024 | |
Profit/(loss) for the financial year (1) | 8,755,192 | 4,469,288 |
Income taxes | (2,560,614) | (1,885,375) |
Income before taxes (2) | 11,315,806 | 6,354,663 |
Changes in fair value of financial assets and liabilities | - | 12,881 |
Financial charges | 1,343,331 | 1,921,064 |
Financial income | (155,677) | (9,212) |
EBIT (3) | 12,503,460 | 8,279,396 |
Amortisation | 7,795,164 | 7,729,713 |
EBITDA (4) | 20,298,624 | 16,009,108 |
Extraordinary and non-recurring items that have been adjusted during the period ended 30 June 2025 are shown in the table below. For further details, please refer to what is reported below.
Non-recurring income and charges attributable to Fine Cosmetics Non-recurring income and charges attributable to Fine Foods | 30 June 2025 49,853 1,249,214 | 30 June 2024 - - |
Total non-recurring income and charges (5) | 1,299,068 | - |
As a result of these non-recurring costs, Adjusted EBIT, Adjusted income before taxes and Adjusted net profit (loss) are shown in the table below.
ADJ EBITDA (4) + (5) | 21,597,692 | 16,009,108 |
EBIT ADJ (3)+(5) | 13,802,528 | 8,279,396 |
Income before taxes | 11,315,806 | 6,354,663 |
Change in Warrant FV | - | - |
Non-recurring income and charges (5) | 1,299,068 | - |
ADJ Income before taxes | 12,614,874 | 6,354,663 |
Income taxes | (2,560,614) | (1,885,375) |
tax effect on non-recurring income and charges | (360,457) | - |
ADJ income/(loss) | 9,693,803 | 4,469,288 |
Revenue from sales and services went from €122.8 million as of 30 June 2024 to €128.7 million as of 30 June 2025, increasing by 4.8%.
The proportion of raw material costs on sales revenue, of approximately 54%, improved compared to what was shown in the previous Half-year Financial Report (57.7%). Personnel costs amounted to €27 million, with an increase of €3.2 million compared to the same period in FY 2024.
As of 30 June 2025, EBITDA was €20.3 million (15.8% of EBITDA Margin), up from €16 million in the previous financial year (13% of
EBITDA Margin). Adjusted EBITDA reached €21.6 million, with a record percentage margin of 16.8%.
The following non-recurring expenses were incurred in 2025, impacting EBITDA:
Severance and redundancy incentives were €50,800;
Operating expenses of approximately €888,700, including personnel costs for employees and temporary staff, were incurred
to support the start-up of the new pharmaceutical facility;
An additional €359,500 was allocated to the risk provision for salary adjustments as of 31 December 2024.
Adjusted EBIT was €13.8 million compared to €8.3 million as of 30 June 2024. The Adjusted net result was €9.7 million (compared to €4.5 million in H1 2024).
Alternative Performance Indicators
To facilitate an understanding of Fine Foods' financial and economic performance, the directors have identified in the previous paragraphs several Alternative Performance Indicators ("APIs"). These indicators are the tools that assist the directors in identifying operating trends and making investments, resource allocations and other operating decisions.
For a correct interpretation of these APIs, the following should be noted:
these indicators are constructed exclusively from historical data and are not indicative of the company's future performance;
APIs are not required by the International Financial Reporting Standards (IFRS) and, although derived from the Company's Financial Statements, are not subject to audit;
the APIs must not be considered as a replacement for the indicators provided for by the International Financial Reporting Standards (IFRS);
these APIs should be read alongside the financial information derived from the Company's Financial Statements;
the definitions of the indicators used, since they do not derive from the reference accounting standards, may not be consistent with those adopted by other groups/companies or comparable to them;
the APIs used have been developed with continuity and uniformity of definition and representation for periods when financial information is included in these consolidated interim Financial Statements.
The APIs below were selected and presented in the Report on Operations because the Group believes that:
the Net financial debt allows a better assessment of the overall debt level, the equity strength and the debt repayment capacity;
Fixed assets and Net investments in tangible and intangible fixed assets, calculated as the sum of increases (net of decreases) in tangible fixed assets (including the right to use leased assets) and intangible fixed assets - Net working capital and Net invested capital allow a better assessment of the ability to meet short-term commercial commitments through current commercial assets and the consistency between the investments and financing sources structure over time;
EBITDA is the operating result before depreciation, amortisation and provisions. The defined EBITDA is a measure used by management to monitor and evaluate the Company's operating performance. EBITDA is not an IFRS accounting measure and is an alternative measure for evaluating the Company's operating performance. Since the reference accounting principles do not regulate the EBITDA composition, the criteria for its definition applied by the Company may not be consistent with those adopted by other companies or comparable to them.
The ADJUSTED EBITDA is the operating result before Amortisation, depreciation and provisions minus operating revenue and costs that, although inherent to the business, are non-recurring and significantly impact results. The defined ADJUSTED EBITDA is a measure used by Company management to monitor and evaluate the Company's operating performance. ADJUSTED EBITDA is not an IFRS accounting measure and is an alternative measure for evaluating the Company's operating performance. Since the reference accounting principles do not regulate the ADJUSTED EBITDA composition, the criteria for its definition applied by the Company may not be consistent with those adopted by other companies or comparable to them.
The ADJUSTED EBIT is the Company operating result minus operating revenue and costs that, although inherent to the business, are non-recurring and significantly impact results. The Company's definition criteria may not be consistent with those adopted by other groups. The balance obtained by the Company may not be comparable.
The ADJUSTED INCOME BEFORE TAX is the Company income before taxes minus operating revenue and costs that, although inherent to the business, are non-recurring and significantly impact results and the fair value change of warrants. The Company's definition criteria may not be consistent with those adopted by other groups. The balance obtained by the Company may not be comparable.
The ADJUSTED NET INCOME is the Company net result minus operating revenue and costs that, although inherent to the business, are non-recurring and significantly impact results and the fair value change of warrants, after deduction of the relevant tax. The Company's definition criteria may not be consistent with those adopted by other groups. The balance obtained by the Company may not be comparable.
These indicators are commonly used by analysts and investors in the sector to which the Company belongs to evaluate the Company's performance.
Main risks and uncertainties for the Group
The following paragraph illustrates the main risks to which the Group is exposed and the directors' mitigating actions.
Liquidity risk
The Group monitors the liquidity shortage risk using a liquidity planning tool. The Group's objective is to maintain a balance between continuity in the availability of funds and flexibility of use with tools such as credit lines and loans, mortgages and bonds. The Group's policy is to ensure that total loans due within the next 12 months remain below the 60% threshold. As of 30 June 2025, 18.1% of the Group's debt is due in less than one year (2024: 34.3%), calculated based on the book value of debts in the Consolidated Financial Statements.
The Group checked that access to funding sources is sufficiently available, and debts due within 12 months can be extended or refinanced with existing credit institutions.
The Parent Company is in advanced negotiations with several major banks to secure a new loan to support ongoing investments. These banks have expressed their approval.
The table below summarises the Group's due date profile of financial liabilities based on undiscounted contractually agreed payments.
30 June 2025 | Total | 1 to 12 months | 1 to 5 years | > 5 years |
Financial liabilities | ||||
Non-current bank borrowings | 59,417,531 | - | 27,975,934 | 31,441,597 |
Current bank borrowings | 12,923,133 | 12,923,133 | - | - |
Non-current lease payables | 835,136 | - | 708,771 | 126,365 |
Current lease payables | 353,044 | 353,044 | - | - |
Total financial liabilities | 73,528,844 | 13,276,177 | 28,684,705 | 31,567,962 |
31 December 2024 | Total | 1 to 12 months | 1 to 5 years | > 5 years |
Financial liabilities | ||||
Non-current bank borrowings | 34,987,777 | - | 33,378,530 | 1,609,247 |
Current bank borrowings | 18,367,370 | 18,367,370 | - | - |
Non-current lease payables | 847,512 | - | 831,668 | 15,844 |
Current lease payables | 325,230 | 325,230 | - | - |
Total financial liabilities | 54,527,890 | 18,692,600 | 34,210,198 | 1,625,091 |
Interest rate risk
Interest rate risk is a function of interest rate trends and the company's related positions, identifiable in bond investments and debt transactions. The risk is the increase in financial charges associated with rising interest rates.
This risk may be indicated differently depending on the valuation parameter.
Cash Flow Risk: this is related to the possibility of realising losses connected to a reduction in expected receipts or an increase in expected costs. It is linked to items with payment profiles indexed to market rates. As these rates change, the company's position will change (variable rate financing)
Fair Value Risk: this is linked to the possibility of losses related to an unexpected change in the value of an asset or liability following a sudden change in rates.
Credit risk
This is the risk that a customer or a financial instrument counterparty causes a financial loss by failing to fulfil an obligation; for the Group, the risk is mainly related to the failure to collect trade receivables. Fine Foods' main counterparties are major companies active in the nutraceutical and pharmaceutical sectors. The Group carefully evaluates its customers' credit standing, considering that, due to its business's nature, the relationships with its customers are long-term.
Price risk
The price risk is mitigated using a solid cost accounting procedure that can identify the production cost. In this way, remunerative and competitive prices are established and adopted with the customer.
Risk of changes in cash flows
The risk of changes in cash flows is not considered significant in view of the Group's balance sheet. It is considered that the risks to which the business activity is exposed are not higher than those physiologically connected to the overall business risk.
Tax risks
The Group companies are subject to the taxation system under applicable Italian tax laws. Unfavourable changes to this legislation, and any Italian tax authorities or Law orientation related to the application, interpretation of tax regulations to determine the tax burden (Corporate Income Tax "IRES", Regional Tax on Production Activities "IRAP") and the Value Added Tax "VAT", could have significant negative effects on the companies economic, capital and financial situation.
The Group is exposed to the risk that the financial administration or law may adopt different interpretations or positions concerning tax and fiscal legislation from those adopted by Fine Foods Group in carrying out its business. Tax and fiscal legislation, and its interpretation, are complex elements due to the continuous legislation evolution and interpretation from administrative and jurisdictional bodies.
The Group will periodically undergo inspections to verify such regulations' correct application and the correct payment of taxes. Disputes with Italian or foreign tax authorities could involve the companies in lengthy proceedings, resulting in the payment of penalties or sanctions, with possible significant adverse effects on its business, economic, capital and financial situation.
Due to the complexity and continuous changes in tax and fiscal regulations and their interpretation, it is impossible to exclude that the financial administration or law may make interpretations, or take positions, that contrast with those adopted by the Group. This might result in negative consequences on its economic, capital and financial situation.
Risks related to the information system's reliability
The Group is exposed to the risk of accidental events or malicious actions to IT systems (hardware, software, databases, etc.) that impact their reliability, with potential negative effects on the Group's economic, capital and financial situation.
The Group implements security procedures and policies to ensure proper IT systems management. It has perimeter and internal security equipment. Infrastructures are equipped with high reliability techniques for critical systems and are checked annually. The IT department periodically conducts simulated external attacks to assess the robustness of the security system. The Group has a disaster recovery plan to ensure the reliability of its IT systems. The Group's IT systems comply with the General Data Protection Regulation.
The IT systems department is subject to internal audits, by Quality Assurance, and external audits, by certification bodies and customers.
Risks related to the concentration of revenue on major customers
The Group has a significant concentration of revenue on its main customers, amounting to approximately 63.3% on the top five customers as of 31 December 2024. The loss of one or more of these relationships would have a significant impact on Group revenue. Contracts with the Group's main customers do not have minimum guaranteed quantities. If these relationships continue, there is no certainty that the amount of revenue generated by the Group in subsequent years will be similar to or greater than those recorded in previous years. The possible occurrence of such circumstances could have significant adverse effects on the Group's economic, capital and financial situation.
The Group mitigates this risk by building stable and long-lasting relationships with its customers and customer loyalty, through commercial activities for acquiring new customers and M&A for identifying and acquiring target companies.
Risks related to production authorisations
The Group faces the risk of non-approval, by governmental or health authorities and institutions, of the individual production stages that characterise its activities, if it is found not to comply with the regulatory requirements applicable to plants and the production of pharmaceuticals and nutraceutical products, with potentially adverse effects on its economic, capital and financial position.
During the many audits conducted by customers and authorities, the Group has never received any reports of critical non-compliance. GMP compliance is ensured by applying strict quality procedures and periodic systemic internal audits.
In addition, the Group has a procedure for promptly handling any observations or deviations identified by the authorities.
Risks relating to environmental, occupational health and safety regulations
The Group is exposed to the risk of accidental contamination of the environment in which its employees work, and possible injuries in the workplace. Any violations of environmental regulations, and the adoption of prevention and protection systems in the field of safety that are not appropriate to the Group's needs, could lead to the application of administrative sanctions, including significant monetary sanctions or an injunction, including suspensions or interruptions of production, with potentially adverse effects on the Group's economic, capital and financial position.
To address these risks, the Group has a robust system for managing worker health and safety standards and environmental protection of the areas where the Group operates. The Company has ISO45001:2018 (OH&S) and ISO14001:2015 (environment) certifications attesting to the proper system structuring and application and is subject to annual certified bodies' and internal audits.
Risks related to climate change: physical risks
Climate change can produce systemic effects that negatively affect financial activities.
Physical risks of climate change can be classified as "acute" if caused by extreme events such as droughts, floods, and storms, or
"chronic" if caused by progressive changes like rising temperatures, sea-level rise, water stress, and resource depletion.
The Group faces potential operational disruptions due to extreme weather events that could damage critical infrastructure, plants, machinery, and facilities. These events may lead to increased repair and maintenance costs, and production delays or shutdowns, impacting business continuity, reputation, and profitability.
Extreme weather conditions, such as heavy rainfall and floods, could compromise the quality of water used in production processes, which will raise purification costs.
The Group is aware of potential climate change effects on infrastructure from extreme events and the possible rise in energy usage due to increasing temperatures and is assessing how to address these challenges through transition plans or business resilience analyses. The Group has insurance coverage for "catastrophic risks." The Group is continually updating its expertise and capabilities in handling "transition risks" also through its association with Farmindustria, to align its energy efficiency with international standards.
The Group implemented a dedicated team coordinated by an energy manager which implements measures to increase all Group sites' energy efficiency.
It carries out operations to reduce water consumption and an internal task force meets periodically to monitor improvements and the implemented measures effectiveness.
Climate change risks: transition risks
These risks are tied to the challenges and costs associated with moving to a more sustainable and less carbon-dependent economic model. This situation is driven, for example, by the implementation of climate protection Directives and Regulations, advancements in technology, and shifts in market confidence and consumer preferences.
The absence of investments to reduce climate impact by lowering energy consumption may have a negative effect on the Group's Income Statement due to increases in operating costs and exposure to energy price fluctuations and possible regulatory measures
e.g. introducing carbon taxes.
Water scarcity for industrial purposes, particularly following extended periods of drought, can negatively affect production efficiency. Similarly, extreme weather events can disrupt the supply chain, causing partial or complete interruptions in the supply chain.
The Group is aware of potential climate change effects on infrastructure from extreme events and the possible rise in energy usage due to increasing temperatures and is updating its risk assessment. The Group has insurance coverage for "catastrophic risks." The Group is continually updating its expertise and capabilities in handling "transition risks" also through its association with Farmindustria, to align its energy efficiency with international standards.
The Group implemented a dedicated team coordinated by an energy manager which implements measures to increase all Group sites' energy efficiency.
It carries out operations to reduce water consumption and an internal task force meets periodically to monitor improvements and the implemented measures effectiveness.
Energy cost risk
Energy costs remain high compared to historical prices, with high volatility. The supply of energy available for the European market and domestic energy stocks are the reasons why the estimated negative impacts on the Group's economic, financial and capital position, and the likelihood of their occurrence, may be gradually reduced.
The Group assembled a team coordinated by an energy manager to monitor the energy market trend to minimise the impact of energy costs and implement appropriate measures to increase production sites' energy efficiency. Fine Foods installed two co-generators for self-generation of electricity from gas combustion, which eliminated its exposure to the risk of electricity component fluctuations and optimised the efficient use of the heat developed through co-generation. There are photovoltaic systems at three plants with a total power of 850 kW covering part of the energy requirements (approx. 1% of the total energy demand). To manage the fluctuation of energy costs, part of them will be rebilled during 2025.
Legal and reputational risks related to the mismanagement of Substances of Very High Concern
Exceeding pollution limits or mishandling dangerous chemicals that have long-term effects on human health or the environment (as listed in the REACH list and Annex VI of the CLP Regulation) can result in fines and operational restrictions and severely damage Fine Foods' reputation. The use of substances that hinder the recycling of safe, high-quality secondary materials or most harmful substances (as listed by ECHA) can expose the company to additional legal and reputational risks. This risk may arise from either direct impacts of business activities or regulatory requirements.
The Group has a robust system for managing worker health and safety standards and environmental protection of the areas where the Group operates. The Company has ISO45001:2018 (OH&S) and ISO14001:2015 (environment) certifications attesting to the proper system structuring and application and is subject to annual certified bodies' and internal audits.
Operational risk from a shortage of virgin raw materials
The Company faces operational risks related to the scarcity of virgin raw materials, such as palm oil, coffee, and various natural extracts. These shortages can increase operational costs for Fine Foods due to competition for supply. As these commodities are subject to stricter regulations, their limited availability and rising costs may negatively impact the continuity of production and profitability.
Fine Foods can adjust its selling prices if there are raw material cost increases. The purchasing department informs the sales department of raw material price increases, the sales department assesses its impact on the pricing of products that include this raw material and shares it with the customer.
The Group maintains a stock-pile of continuously used raw materials which is sufficient to cover a sudden lack on the market.
Economic and reputational risks due to accidents and injuries
Accidents involving employees could lead to operational disruptions and reputational damage, potentially slowing down company operations. If such incidents affect employee health and safety, the Company could face legal claims, compensation costs, and sanctions for non-compliance with regulations and organisation systems (OMC 231). An unsafe working environment could reduce the Company's appeal to potential investors and diminish employee motivation, leading to higher turnover rates.
To address these risks, the Group has a robust system for managing worker health and safety standards and environmental protection of the areas where the Group operates. The Company has ISO45001:2018 (OH&S) and ISO14001:2015 (environment) certifications attesting to the proper system structuring and application and is subject to annual certified bodies' and internal audits.
Risks related to human capital management
The growing demand in the labour market for certain technical and specialised profiles makes them highly attractive, which exposes the Company to the risk of turnover of highly qualified personnel, who are in short supply. Failure to implement the necessary policies to successfully manage human capital can have a negative impact on the Company's economic, capital and financial position.
To address these risks, it is necessary to adopt new, more inclusive business models and policies to enhance and promote talent. The Company implemented human capital management policies and procedures designed to support employees throughout their lifecycle within the Company. This includes recruitment, onboarding, continuous training programmes, internal career development paths, work-life balance initiatives, workplace health promotion (WHP) measures, and the activation of various internal communication channels.
Risks related to salary adjustments claims
Fine Foods develops and manufactures contract products including food supplements, nutraceuticals, and pharmaceuticals, employing more than 650 staff under the National Collective Labour Agreement for the Food Industry. Workers in the production departments are required to clock in at turnstiles before proceeding to the changing rooms, where they change into company-issued attire such as trousers, tunics, caps, shoes, and, if necessary, beard covers. Once dressed, workers clock in again at the start of their shift and proceed to their workstations, with the same process being followed at the end of their work shift. Since the end of 2024, the Company has received claims, mainly from former employees, for salary adjustments relating to the time taken to change into and out of company-provided clothing in the changing rooms. Some of them request additional payment for salary differences for the time spent travelling between the external turnstiles and the changing room, and vice versa. The Company is defending itself in ongoing legal proceedings and is considering negotiating an agreed regulation with the trade unions. This would regulate the process of dressing for employees and offer a resolution for past claims. The Company allocated a special provision for the above risk as of 31 December 2024.
Risks related to supplier relationships: shortages of raw and packaging materials.
Considering the complex geopolitical situation and climatic risks that may jeopardise some harvests, the Group risks increased costs in 2025 for the purchase of raw and packaging materials necessary to carry out its business, and delays in production due to the more difficult availability of raw and packaging materials, with potential adverse effects on the Group's business, economic, capital and financial position. The Group's business is characterised, in certain cases, by a limited substitutability of suppliers, particularly in the pharmaceutical sector.
Fine Foods can adjust its selling prices if there are raw material cost increases. The purchasing department informs the sales department of raw material price increases, the sales department assesses its impact on the pricing of products that include this raw material and shares it with the customer.
The Group maintains a stock-pile of continuously used raw materials which is sufficient to cover a sudden lack on the market. Additionally, mitigating actions are included in the Business Continuity Plan.
Reputational risk due to suppliers' non-compliance with equal opportunity and diversity laws
If suppliers fail to comply with principles of diversity and equal opportunity-particularly in relation to wages, career advancement, and other employment practices-the Company could suffer a potential loss of consumer confidence and a decrease in sales.
The Group implemented procedures for supplier selection based on Environmental, Social, and Governance criteria (ESG), assessing their environmental, ethical and social performance, and compliance with health, safety, and human rights regulations. Suppliers are evaluated through audits, document analysis, and questionnaires based on their risk level.
The Group adopted a Supplier Code of Conduct, which must be signed when entering into commercial contracts,
and a monitoring system to ensure compliance with requirements. This system consists of four phases: 1) Annual risk assessment, by establishing three different risk matrices (chemical, packaging and service suppliers) to assign a criticality index to each supplier. 2) Planning and implementation of monitoring audits 3) Distribution of questionnaires to update requirements and data, monitoring ESG criteria. 4) Performance evaluation.
Reputational and legal risk for violating workers' human rights along the value chain
The Group faces reputational risk from potential human rights violations by suppliers within its value chains. If suppliers fail to protect the health and safety of their workers and fundamental human and labour rights, they could face increased legal claims and sanctions
for regulatory non-compliance. Such incidents may disrupt supplier and Fine Foods operations, potentially forcing the Company to terminate relationships with non-compliant suppliers, with consequent operations slowdowns.
The Group implemented procedures for supplier selection based on Environmental, Social, and Governance criteria (ESG), assessing their environmental, ethical and social performance, and compliance with health, safety, and human rights regulations. Suppliers are evaluated through audits, document analysis, and questionnaires based on their risk level.
The Group adopted a Supplier Code of Conduct, which must be signed when entering into commercial contracts,
and a monitoring system to ensure compliance with requirements. This system consists of four phases: 1) Annual risk assessment, by establishing three different risk matrices (chemical, packaging and service suppliers) to assign a criticality index to each supplier. 2) Planning and implementation of monitoring audits 3) Distribution of questionnaires to update requirements and data, monitoring ESG criteria. 4) Performance evaluation.
Financial and reputational risk for violating employee safety conditions along the value chain
Violating safety conditions for workers along the value chain is a significant risk for the Group. If suppliers or subcontractors fail to implement appropriate safety measures, it can result in work accidents, operational disruptions, and legal sanctions for these entities. These events can lead to delays in delivery and increased procurement and project management costs for the Group. They may harm the Company's reputation and reduce stakeholder confidence, ultimately causing financial losses.
The Group implemented procedures for supplier selection based on Environmental, Social, and Governance criteria (ESG), assessing their environmental, ethical and social performance, and compliance with health, safety, and human rights regulations. Suppliers are evaluated through audits, document analysis, and questionnaires based on their risk level.
The Group adopted a Supplier Code of Conduct, which must be signed when entering into commercial contracts,
and a monitoring system to ensure compliance with requirements. This system consists of four phases: 1) Annual risk assessment, by establishing three different risk matrices (chemical, packaging and service suppliers) to assign a criticality index to each supplier. 2) Planning and implementation of monitoring audits 3) Distribution of questionnaires to update requirements and data, monitoring ESG criteria. 4) Performance evaluation.
Legal and reputational risks related to damage to user health and safety due to unsafe products
The Group faces significant risks related to user health and safety due to unsafe products. Distributing products that fail to meet safety standards could cause physical harm or damage to user health, exposing the Group to potential lawsuits, product recalls, and regulatory penalties. Such incidents can lead to substantial costs for compensation and legal fees, and operational disruptions. Negative public and stakeholder perceptions may severely harm the Company's reputation, diminishing customer and investor confidence, and negatively impacting the Group's revenues and market position.
The Group has a reliable quality system and several certifications which guarantee compliance with good manufacturing standards. All finished products and raw materials undergo thorough analysis to ensure they meet release specifications.
Key non-financial indicators
We provide the following company business non-financial indicators for a better understanding of the Company situation, operating trend and result:
During the first half of the year, the Group had approximately 130 customers;
The Group can count on 142 production lines located in the various plants;
The Group produced about 1,600 Stock-Keeping Units (SKUs) during the first half of the year;
The Group employs 830 people.
Environmental information
The environmental objectives and policies, including the measures adopted and the improvements made to the business activity that had the greatest impact on the environment, can be summarised as follows:
In June 2024, the Parent Company underwent an audit for certification renewal under the UNI EN ISO 14001:2015 standard, which certifies the presence of a management system to prevent waste management, air and water environmental issues.
The next maintenance visit is planned for 14, 15 and 16 October 2025.
A management system illustrates how to intervene if harmful events occur.
During the financial year, there were no events that caused damage to the environment for which the Group companies were found guilty, nor were sanctions or penalties imposed for environmental crimes or damages.
To protect the environment, Group companies give all the types of waste that are generated by the Zingonia - Verdellino, Brembate and Trenzano sites to authorised third parties, which follow the provisions of current legislation.
Work Risk Assessment Document
Under Legislative Decree no. 81 of 09/04/2008 and Legislative Decree no. 106/09 and subsequent amendments, which contain reference standards for workplace health and safety, the Parent Company has drawn up the Risk Assessment Document (DVR -Documento di Valutazione dei Rischi) filed at its registered office and revised on 14 April 2025, version no. 21.
The Risk Assessment Document for the subsidiary Fine Cosmetics (Trenzano site) is filed at the company's registered office and was revised on 11 March 2025 in its fifth version.
In June 2024, the Parent Company underwent the annual audit for the ISO 45001:2018 certification renewal, the international standard for an occupational health and safety management system (as of 21 May 2014, Fine Foods was certified under OHSAS 18001, the reference standard before ISO 45001).
The next maintenance visit is planned for 30 and 31 October 2025.
During H1 2025, Fine Foods reported no accidents that led to absences exceeding 40 days at initial prognosis or involved serious injuries to registered employees, for which company liability was established.
During 2025, two occupational disease complaints were filed. One complaint was not recognised by INAIL and, as a result, the Parent Company was not found liable. The other complaint has not yet been answered.
Regarding the subsidiary Fine Cosmetics, an accident occurred in the first half of the year involving 20 days in first prognosis and exceeding 40 days prognosis on 30/06/2025. The injury case is still open. The event prompted action by the ATS ATS (Agency for Health Protection), which subsequently issued an inspection report requesting supporting documentation, which was complied with. We are awaiting further communication from the supervisory authority.
No occupational disease claims were filed.
Personnel Management Information
To better understand the Group situation and management performance, some information relating to personnel management is provided.
Attention was paid to personnel's professional growth. In the first half of 2025, 3,163 training courses and seminars were held, for all levels, making 17,006 hours of training. These aimed at increasing technical skills and maintaining an adequate level of quality, safety, hygiene and environment skills.
Plant | Number of courses | Total hours |
Zingonia plant | 669 | 4,200 |
Brembate | 2,424 | 11,659 |
Trenzano | 70 | 1,147 |
TOTAL | 3,163 | 17,006 |
During the year, the Company promptly implemented all the protections legally prescribed. It reserved an unconditional commitment to worker safety issues, whether or not the staff were employed, and the population surrounding its sites. The Company based its strategy on:
dissemination of a safety culture within the organisation;
specific dedicated operating procedures and adequate management systems;
prevention and protection from exposure to contagious and non-contagious risks;
the minimisation of risk exposure in each production activity;
surveillance and monitoring of prevention and protection activities. This process involved the following phases:
identifying exposure to possible hazards related to the methods, products, and operations carried out;
risk assessment of the event severity and frequency;
identifying prevention actions, where possible, and mitigating residual risk;
investigation and analysis of incidents to learn lessons and increase prevention capacity;
developing risk minimisation plans based on technological investments, implementing safety management systems, and staff training and education.
Research and development
The Fine Foods Group is active in the contract manufacturing and development of oral solid forms for the pharmaceutical, nutraceutical, and cosmetics industries.
Research and development come from a structured cooperation with customers aimed at providing them with new formulations for their products, ensuring their effectiveness, quality and innovation.
The costs incurred for product research and development are not capitalised but are included in operating costs and charged to the income statement.
Relationships with subsidiary, associated, parent companies and companies controlled
by the parent companies
During 2025, the Parent Company distributed a dividend of € 0.14 per share to the holding company Eigenfin S.r.l. as per the
shareholders' resolution approving the 2024 Financial Statements.
During 2023, Fine Foods granted its subsidiary Fine Cosmetics S.p.A. € 11 million in intercompany financing, disbursed in three instalments as follows:
First instalment of € 2 million in January 2023;
Second instalment of € 4 million in June 2023;
Third instalment of € 5 million in October 2023.
The applicable interest rate is equal to the six-month EURIBOR, which is increased by a fixed spread. The first capital repayment instalment is scheduled for June 2026.
Related Party Relationships
The Procedure for Transactions with Related Parties (last revision March 2022), under art. 2391-bis of the Italian Civil Code and art. 4 of the "Regulations for transactions with related parties" issued by Consob with resolution no. 17221 of 12 March 2010, is available on the Company's website (https://www.finefoods.it/).
During the first half of 2025, transactions between the Company and related parties identified under the provisions of international accounting standard IAS 24 included the remuneration of Directors, established under applicable regulations, based on assessments of mutual interest and economic benefit.
Treasury shares buyback programme
On 08 May 2025, the Parent Company's Board of Directors resolved to launch the treasury share buyback programme to implement and comply with the authorisation to buyback and dispose of treasury shares approved by the 17 April 2025 Shareholders' Meeting. The Programme will last 18 months after the 08 May 2025 authorising resolution date, unless there is an early interruption which will
be legally reported to the Market. The arrangement in one or more issues of treasury shares is without time limits.
The table below summarises the situation regarding treasury shares as of 30/06/2025:
Number | Fees Euro | |
Initial balance | 1,077,669 | 14,139,356 |
Purchased shares | 31,360 | 249,533 |
Shares allocated free of charge | ||
Shares sold | ||
Shares cancelled due to excess capital | ||
Shares cancelled to cover losses | ||
Final balance | 1,109,029 | 14,388,889 |
As of 18 July 2025, Fine Foods & Pharmaceuticals N.T.M. S.p.A. holds a total of 1,140,706 treasury shares equal to 4.4628% of the share capital.
Under at. 2357-ter of the Civil Code, the buyback of treasury shares involved booking a "Negative reserve for treasury shares in portfolio" under liabilities in the consolidated interim Financial Statements. The number of treasury shares held by the company having recourse to the risk capital market does not exceed one-fifth of the share capital, as required by Article 2357 of the Civil Code.
Parent Company shares/quotas
During the year, the Company did not hold Parent Company shares or quotas.
Use of financial instruments significant to the assessment of the balance sheet, financial
position and net result for the year
The Group has not undertaken any financial risk management policies, as it is not considered relevant to the Company.
Events following the end of the period
In early July 2025, the parent company Fine Foods secured a new unsecured loan of €20 million with Banca Nazionale del Lavoro, with a due date in 2030.
On 14 July 2025, the Company announced that Euro Cosmetic had officially changed its name to Fine Cosmetics: a name that shows a forward-looking approach while carrying forward its brand legacy and further enhancing the company's relationship with the Fine Foods Group. The name change is accompanied by the launch of a new logo which aligns with the Group's visual identity and core values.
Personal data protection - Privacy
Under EU Regulation 2016/679, General Data Protection Regulation ("GDPR"), the Company has implemented a corporate organisation system for the protection of personal data to comply with the EU regulatory framework, which strengthens Privacy and the individuals' data protection rights.